Was the ESS Tech (GWH) CFO’s share sale under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox is not checked, and no footnote states that the transaction was made pursuant to a Rule 10b5-1 trading plan. The sale is described instead as covering tax withholding obligations from RSU vesting.

What is the purpose of the share sale reported for ESS Tech (GWH) CFO?

The 3,927-share sale was executed to cover tax withholding obligations triggered by the vesting of restricted stock units (RSUs). The filing specifies that the sold shares relate to RSUs that recently vested.

ESS Tech (NYSE: GWH) CFO sells 3,927 shares to cover RSU taxes

Q: What insider transaction did ESS Tech, Inc. (GWH) disclose in this Form 4?

ESS Tech disclosed that CFO Kate Eileen Suhadolnik sold 3,927 shares of common stock on 2026-08-21 at $0.4022 per share. The sale was made to cover tax withholding obligations related to vesting restricted stock units (RSUs).

Q: How many ESS Tech (GWH) shares did the CFO sell and at what price?

The CFO sold 3,927 shares of ESS Tech common stock at an average price of $0.4022 per share on 2026-08-21, in a transaction described as a sale to cover tax withholding obligations tied to RSU vesting.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ESS Tech, Inc. (GWH) reported that its Chief Financial Officer, Kate Eileen Suhadolnik, executed a sale of 3,927 shares of common stock on 2026-08-21 at an average price of $0.4022 per share. According to the disclosure, these shares were sold to cover tax withholding obligations arising from the vesting of restricted stock units (RSUs). After this transaction, she directly holds 156,830 shares of ESS Tech common stock, a portion of which are RSUs representing a contingent right to receive shares.

Insider Trade Summary

Net Seller: 3,927 shares

Net Sell 1 txn

Insider Suhadolnik Kate Eileen

Role Chief Financial Officer

Sold 3,927 shs ($2K)

Type	Security	Shares	Price	Value
Sale	Common Stock ^{F1, F2}	3,927	$0.4022	$2K

Holdings After Transaction: Common Stock — 156,830 shares (Direct)

Footnotes (2)

F1. These shares were sold to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs").
F2. A portion of these securities are RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

Key Figures

Shares sold: 3,927 shares Sale price per share: $0.4022 per share Shares held after transaction: 156,830 shares

3 metrics

Shares sold 3,927 shares Common stock sold by CFO on 2026-08-21

Sale price per share $0.4022 per share Average sale price for 3,927 shares on 2026-08-21

Shares held after transaction 156,830 shares Direct common stock holdings of CFO following the sale

Key Terms

restricted stock units ("RSUs"), tax withholding obligations, contingent right

3 terms

restricted stock units ("RSUs") financial

"These shares were sold to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs")."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

tax withholding obligations financial

"These shares were sold to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs")."

contingent right financial

"Each RSU represents a contingent right to receive one share of the Issuer's Common Stock."

FAQ

What insider transaction did ESS Tech, Inc. (GWH) disclose in this Form 4?

ESS Tech disclosed that CFO Kate Eileen Suhadolnik sold 3,927 shares of common stock on 2026-08-21 at $0.4022 per share. The sale was made to cover tax withholding obligations related to vesting restricted stock units (RSUs).

How many ESS Tech (GWH) shares did the CFO sell and at what price?

The CFO sold 3,927 shares of ESS Tech common stock at an average price of $0.4022 per share on 2026-08-21, in a transaction described as a sale to cover tax withholding obligations tied to RSU vesting.

What are the CFO’s ESS Tech (GWH) holdings after the reported transaction?

Following the transaction, CFO Kate Eileen Suhadolnik directly holds 156,830 shares of ESS Tech common stock. A portion of these securities are restricted stock units (RSUs), each representing a contingent right to receive one share of common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/24/2026 - 04:10 PM Accepted by SEC EDGAR 08/24/2026 - 04:10 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Suhadolnik Kate Eileen

(Last)

(First)

(Middle)

C/O ESS TECH, INC.

26440 SW PARKWAY AVE., BLDG. 83

(Street)

WILSONVILLE

OREGON

97070

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ESS Tech, Inc. [ GWH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/21/2026		S		3,927⁽¹⁾	D	$0.4022	156,830⁽²⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These shares were sold to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs").

2. A portion of these securities are RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

	/s/ Kate Suhadolnik	08/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR